UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-CSR CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES Investment Company Act file number 811-3056 TRIDAN CORP. (Exact name of registrant as specified in charter) 477 Madison Avenue, New York, NY 10022 (Address of principal executive offices) I. Robert Harris, c/o Kantor, Davidoff, Wolfe, Mandelker & Kass, P.C. 51 East 42nd Street, New York, NY 10017 (Name and address of agent for service) Registrant's telephone number, including area code: (212) 371-2100 Date of fiscal year end: April 30, 2004 Date of reporting period: April 30, 2004 Item 1. Reports to Stockholders. Attached on the following pages is a copy of the registrant's annual report as of April 30, 2004 transmitted to stockholders. 1 June 17, 2004 Dear Shareholder: Enclosed is the annual report of Tridan Corp. for the fiscal year ended April 30, 2004, the proxy statement outlining the matters to be voted upon at the July 1, 2004 shareholders' meeting and the Company's privacy policy. For the fiscal year ended April 30, 2004, the Company's investment income - net was approximately $.46 per share and net realized capital gains were approximately $.03 per share, while $.49 per share was distributed to the shareholders. As you know, these distributions except for capital gains are exempt from Federal income tax. At the annual meeting on June 17, 2003, the prior year's directors, all of whom are named below, were all re-elected to serve as directors until the next annual meeting of shareholders, or until their successors are elected and have qualified. Shares Voted For Shares Withheld ---------------- --------------- Mark Goodman 2,791,913.6992 None Peter Goodman 2,791,913.6992 None Jay S. Negin 2,791,913.6992 None Warren F. Pelton 2,791,913.6992 None Russell J. Stoever 2,791,913.6992 None Also at the last annual meeting, the reappointment of Leslie Sufrin & Company, P.C. as Tridan's auditors for the fiscal year ending April 30, 2004 was ratified by the shareholders as follows: Shares Voted For 2,791,913.6992 Shares Voted Against None Shares Abstaining None The Annual Shareholders' meeting will be held on Thursday, July 1, 2004 at 10:00 A.M. at the offices of Kantor, Davidoff, Wolfe, Mandelker & Kass, P.C., 17th Floor, 51 East 42nd Street, New York City, New York 10017. The enclosed proxy statement outlines the matters to be voted upon at this meeting, which each shareholder is invited to attend. If you cannot attend, I urge you to fill in, sign and promptly return the enclosed proxy so that, at least, your shares will be represented at the meeting. Sincerely, TRIDAN CORP. Peter Goodman, President PG:bb Enclosures 2 TRIDAN CORP. FINANCIAL STATEMENTS YEARS ENDED APRIL 30, 2004 AND 2003 with INDEPENDENT AUDITOR'S REPORT 3 TRIDAN CORP. TABLE OF CONTENTS Page ---- INDEPENDENT AUDITOR'S REPORT 5 FINANCIAL STATEMENTS Statements of Assets and Liabilities April 30, 2004 and 2003 6 Schedules of Investments in Municipal Obligations April 30, 2004 and 2003 7-11 Statements of Operations Years Ended April 30, 2004 and 2003 12 Statements of Changes in Net Assets Years Ended April 30, 2004, 2003 and 2002 13 Notes to Financial Statements 14-17 4 INDEPENDENT AUDITOR'S REPORT To the Shareholders and Board of Directors Tridan Corp. We have audited the accompanying statements of assets and liabilities of Tridan Corp., including the schedules of investments in municipal obligations, as of April 30, 2004 and 2003, and the related statements of operations for the years then ended, the statements of changes in net assets for each of the three years in the period then ended and the financial highlights (Note 6) for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights. Our procedures included confirmation of securities owned, as of April 30, 2004 and 2003, by direct correspondence with the custodian. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements and the financial highlights, referred to above, present fairly, in all material respects, the financial position of Tridan Corp. as of April 30, 2004 and 2003, the results of its operations for the years then ended, the changes in its net assets for each of the three years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. /s/ Leslie Sufrin and Company, P.C. New York, NY May 20, 2004 5 TRIDAN CORP. STATEMENTS OF ASSETS AND LIABILITIES April 30, 2004 and 2003 2004 2003 ---- ---- ASSETS Investments in municipal obligations, at fair value (amortized cost - $35,800,684 and $35,936,827, respectively) $38,193,774 $39,369,918 Cash and cash equivalents 695,112 555,844 Accrued interest receivable 598,444 590,723 Prepaid insurance -- 4,868 ----------- ----------- Total assets 39,487,330 40,521,353 ----------- ----------- LIABILITIES Accounts payable and accrued liabilities (Note 2) 74,520 83,265 Common stock redemption payable (Note 4) 40,831 -- ----------- ----------- Total liabilities 115,351 83,265 ----------- ----------- NET ASSETS Net assets [equivalent to $12.61 and $12.94 per share, respectively, based on 3,121,872.4389 shares and 3,125,658.4792 shares of common stock outstanding, respectively (Note 4)] $39,371,979 $40,438,088 =========== =========== The accompanying notes are an integral part of these financial statements. 6 TRIDAN CORP. SCHEDULES OF INVESTMENTS IN MUNICIPAL OBLIGATIONS April 30, 2004 and 2003 2004 2003 ------------------------------------- ------------------------------------- Principal Amortized Fair Principal Amortized Fair Amount Cost Value Amount Cost Value ----------- ----------- ----------- ----------- ----------- ----------- Revenue Backed Metropolitan Transportation Authority NY Service Contract Commuter Facilities (Escrowed to Maturity) 5.75% due July 1, 2008 $ 1,000,000 $ 984,400 $ 1,125,380 $ 1,000,000 $ 981,202 $1,164,670 Nassau County Interim Finance Authority NY Sales Tax Secured (Callable November 15, 2010 @100) 5.75% due November 15, 2013 1,100,000 1,136,796 1,264,758 1,100,000 1,141,429 1,270,610 N.Y.C. Municipal Water Finance Authority NY Wtr & Swr Sys Rev 6.0% due June 15, 2009 2,000,000 2,121,650 2,294,540 2,000,000 2,142,272 2,355,840 N.Y.C. Transitional Finance Authority NY Rev Future Tax Secured 5.0% due May 1, 2006 -- -- -- 1,250,000 1,296,075 1,368,563 N.Y.S. Dormitory Authority - Rev Columbia University 5.0% due July 1, 2010 1,000,000 1,060,848 1,096,800 1,000,000 1,069,444 1,121,850 Revs Cons City Univ Genl Sys 2nd Ser 5.75 due July 1, 2013 215,000 248,091 240,525 -- -- -- Revs Ref (Mandatory Put May 15, 2012 @100) 5.25% due November 15, 2023 1,000,000 1,096,135 1,079,570 1,000,000 1,099,158 1,097,450 Rev St Personal Income Tax Ed 5.5% due March 15, 2011 1,000,000 1,099,398 1,110,730 1,000,000 1,111,845 1,132,180 Revs State Univ Educ Facils of New York 7.5% due May 15, 2011 395,000 389,542 464,236 395,000 388,977 484,207 Revs State Univ Educ Facils of New York (Escrowed to Maturity) 7.5% due May 15, 2011 195,000 192,306 237,161 195,000 192,026 247,847 New York Environmental Facilities Corp Pollution Control Rev St Water NYC 02 5.75% due June 15, 2008 25,000 25,621 27,916 25,000 25,753 28,987 The accompanying notes are an integral part of these financial statements. 7 TRIDAN CORP. SCHEDULES OF INVESTMENTS IN MUNICIPAL OBLIGATIONS (Continued) April 30, 2004 and 2003 2004 2003 ------------------------------------- ------------------------------------- Principal Amortized Fair Principal Amortized Fair Amount Cost Value Amount Cost Value ----------- ----------- ----------- ----------- ----------- ----------- Revenue Backed (continued) New York Environmental Facilities Corp Pollution Control Rev St Water Revolv Fd 5.2% due May 15, 2014 $ 575,000 $ 641,621 $ 630,815 $ -- $ -- $ -- N.Y.S. Urban Development Corp - Personal Inc Tax Rev St Facils & Equip 4.5% due March 15, 2006 -- -- -- 595,000 626,097 637,697 Purp Rev Sub Lien 6.0% due July 1, 2005 1,500,000 1,515,020 1,576,890 1,500,000 1,527,237 1,638,795 Niagara Falls Bridge Commission NY Toll Rev Highway Impts 5.25% due October 1, 2015 2,000,000 2,118,029 2,193,800 2,000,000 2,125,761 2,277,920 Power Authority of the State of New York General Purpose Ref (Escrowed to Maturity) 6.5% due January 1, 2008 1,675,000 1,701,046 1,840,858 1,675,000 1,707,228 1,929,667 Triborough Bridge & Tunnel Authority NY - General Purpose Revs (Escrowed to Maturity) 5.5% due January 1, 2017 1,000,000 1,021,829 1,119,150 1,000,000 1,023,018 1,166,480 Revs General Purpose Ref (Escrowed to Maturity) 6.0% due January 1, 2012 1,500,000 1,551,263 1,723,500 1,500,000 1,556,532 1,779,795 ----------- ----------- ----------- ----------- ----------- ----------- 16,180,000 16,903,595 18,026,629 17,235,000 18,014,054 19,702,558 ----------- ----------- ----------- ----------- ----------- ----------- 45.8%(*) 48.7% Insured City of Buffalo New York Sewer Auth Rev Sewer System Impt 5.0% due July 1, 2011 1,110,000 1,200,050 1,210,211 -- -- -- Clarkstown Central School District NY Unlimited Tax 5.25% due April 15, 2015 400,000 440,735 436,408 -- -- -- Cleveland Hill Union Free School District Cheektowa NY Unlimited Tax (Par Call October 15, 2009 @100) 5.5% due October 15, 2011 1,480,000 1,504,369 1,632,840 1,480,000 1,506,985 1,666,702 The accompanying notes are an integral part of these financial statements. 8 TRIDAN CORP. SCHEDULES OF INVESTMENTS IN MUNICIPAL OBLIGATIONS (Continued) April 30, 2004 and 2003 2004 2003 ------------------------------------- ------------------------------------- Principal Amortized Fair Principal Amortized Fair Amount Cost Value Amount Cost Value ----------- ----------- ----------- ----------- ----------- ----------- Insured (continued) Commonwealth of Puerto Rico General Obligation 5.5% due July 1, 2006 $ 600,000 $ 611,244 $ 644,598 $ 600,000 $ 616,085 $ 670,140 Commonwealth of Puerto Rico Highway Transporation Auth Rev Ref 6.25% due July 1, 2016 285,000 344,752 338,600 -- -- -- Mt. Sinai, N.Y. Union Free School District 6.2% due February 15, 2011 1,070,000 1,067,024 1,240,173 1,070,000 1,066,681 1,271,042 N.Y.C. General Purpose Unlimited Tax Series 6.75% due February 1, 2009 1,000,000 1,081,944 1,162,240 1,000,000 1,096,973 1,189,230 N.Y.S. Dormitory Authority Revs City University Sys Cons 6.25% due July 1, 2005 -- -- -- 500,000 512,613 551,190 N.Y.S. Dormitory Authority Revs Pace University 6.5% due July 1, 2009 1,000,000 1,069,818 1,162,140 1,000,000 1,081,432 1,207,210 N.Y.S. Urban Development Corp - Corp Rev Ref Correction Facility (Pre-Refunded to January 1, 2009 @101) 6.0% due January 1, 2012 1,000,000 1,024,008 1,143,740 1,000,000 1,026,571 1,143,600 Corp Rev Ref Correction Facility 5.5% due January 1, 2008 1,055,000 1,071,709 1,156,744 1,055,000 1,075,768 1,194,904 Puerto Rico Commonwealth Highway and Transportation Auth Hwy Rev Ref (Mandatory Put July 1, 2010 @100) 5% due July 1, 2035 1,000,000 1,089,731 1,088,640 1,000,000 1,091,043 1,103,590 Puerto Rico Commonwealth Highway and Transportation Auth Transn Rev 5.25% due July 1, 2015 500,000 569,899 561,990 -- -- -- The accompanying notes are an integral part of these financial statements. 9 TRIDAN CORP. SCHEDULES OF INVESTMENTS IN MUNICIPAL OBLIGATIONS (Continued) April 30, 2004 and 2003 2004 2003 ------------------------------------- ------------------------------------- Principal Amortized Fair Principal Amortized Fair Amount Cost Value Amount Cost Value ----------- ----------- ----------- ----------- ----------- ----------- Insured (continued) Suffolk County Judicial Facilities Agency NY Service Agreement Rev John P Cohalan Complex (Callable October 15, 2009 @101) 5.75% due October 15, 2011 $ 1,340,000 $ 1,364,190 $ 1,501,925 $ 1,340,000 $ 1,365,846 $ 1,529,114 Suffolk County Water Authority NY Waterworks Rev Sub Lien 6.0% due June 1, 2009 1,510,000 1,618,238 1,715,934 1,260,000 1,342,910 1,482,881 ----------- ----------- ----------- ----------- ----------- ----------- 13,350,000 14,057,711 14,996,183 11,305,000 11,782,907 13,009,603 ----------- ----------- ----------- ----------- ----------- ----------- 38.1%(*) 32.2% General Obligations N.Y.S. Ref Unlimited Tax 6.5% due July 15, 2005 1,700,000 1,730,438 1,799,994 1,700,000 1,754,425 1,878,874 Monroe County NY Ref Pub Impts Unlimited Tax 6.0% due March 1, 2012 445,000 514,043 511,100 -- -- -- ----------- ----------- ----------- ----------- ----------- ----------- 2,145,000 2,244,481 2,311,094 1,700,000 1,754,425 1,878,874 ----------- ----------- ----------- ----------- ----------- ----------- 5.9%(*) 4.6% Private Placement Massachusetts Industrial Finance Agency Bonds Series 2000 (Allen Chase Foundation Project) adjusted fixed rate (2.78%) due November 1, 2010 -- -- -- 357,143 357,143 358,922 ----------- ----------- ----------- ----------- ----------- ----------- -- -- -- 357,143 357,143 358,922 ----------- ----------- ----------- ----------- ----------- ----------- 0.0%(*) 0.9% U.S. Government Backed Monroe County N.Y. Pub Imp Unlimited Tax - (Pre-Refunded to June 1, 2008 @101) 6.0% due June 1, 2010 890,000 894,444 1,016,060 890,000 895,036 1,051,891 (Callable June 1, 2008 @101) 6.0% due June 1, 2010 10,000 10,050 11,111 10,000 10,057 11,389 City of New York NY Ref Unlimited Tax 6.0% due May 15, 2030 150,000 178,794 174,635 -- -- -- New York Environmental Facilities Corp Pollution Control Rev St Wtr Fund Ref (Escrowed to Maturity) 5.75% due June 15, 2008 1,310,000 1,342,514 1,472,584 1,310,000 1,349,452 1,523,975 The accompanying notes are an integral part of these financial statements. 10 TRIDAN CORP. SCHEDULES OF INVESTMENTS IN MUNICIPAL OBLIGATIONS (Continued) April 30, 2004 and 2003 2004 2003 ---------------------------------------- ---------------------------------------- Principal Amortized Fair Principal Amortized Fair Amount Cost Value Amount Cost Value ------------ ------------ ------------ ------------ ------------ ------------ U.S. Government Backed (continued) New York Environmental Facilities Corp Pollution Control Rev St Wtr NYC 02 (Escrowed to Maturity) 5.75% due June 15, 2008 $ 165,000 $ 169,095 $ 185,478 $ 165,000 $ 169,969 $ 191,951 N.Y.S. Medical Care Facility Finance Agency - Rev NY Hospital Mortgage 6.8% due August 15, 2024 -- -- -- 1,000,000 1,100,475 1,116,810 ------------ ------------ ------------ ------------ ------------ ------------ 2,525,000 2,594,897 2,859,868 3,375,000 3,524,989 3,896,016 ------------ ------------ ------------ ------------ ------------ ------------ 7.3%(*) 9.6% Short-term N.Y.S. Thruway Authority Highway and Bridge Trust Fund 6.4% due April 1, 2004 -- -- -- 500,000 503,309 523,945 ------------ ------------ ------------ ------------ ------------ ------------ -- -- -- 500,000 503,309 523,945 ------------ ------------ ------------ ------------ ------------ ------------ 0.0%(*) 1.3% $ 34,200,000 $ 35,800,684 $ 38,193,774 $ 34,472,143 $ 35,936,827 $ 39,369,918 ============ ============ ============ ============ ============ ============ 97.0%(*) 97.4% (*) Represents percentage of net assets. The accompanying notes are an integral part of these financial statements. 11 TRIDAN CORP. STATEMENTS OF OPERATIONS Years Ended April 30, 2004 and 2003 2004 2003 ---- ---- Investment income: Interest $ 1,994,877 $ 1,970,045 Amortization of bond premium and discount - net (205,570) (198,856) ----------- ----------- Total investment income 1,789,307 1,771,189 ----------- ----------- Expenses: Investment advisory fee (Note 2) 110,670 110,841 Professional fees (Note 2) 92,195 90,817 Directors' fees 49,500 54,000 Administrative and accounting fees 68,380 67,100 State and local income taxes, insurance and administrative expenses (Note 1) 13,183 11,672 ----------- ----------- Total expenses 333,928 334,430 ----------- ----------- Investment income - net 1,455,379 1,436,759 ----------- ----------- Realized and unrealized gain on investments: Net realized gain on investments 97,761 19,263 Change in unrealized appreciation (depreciation) of investments for the year (1,040,001) 1,214,326 ----------- ----------- Net gain (loss) on investments (942,240) 1,233,589 ----------- ----------- Net increase in net assets resulting from operations $ 513,139 $ 2,670,348 =========== =========== The accompanying notes are an integral part of these financial statements. 12 TRIDAN CORP. STATEMENTS OF CHANGES IN NET ASSETS Years Ended April 30, 2004, 2003 and 2002 2004 2003 2002 ---- ---- ---- Increase (decrease) in net assets resulting from operations: Investment income - net $ 1,455,379 $ 1,436,759 $ 1,486,157 Net realized gain on investments 97,761 19,263 60,341 Change in unrealized appreciation (depreciation) (1,040,001) 1,214,326 613,845 ----------- ----------- ----------- Net increase in net assets resulting from operations 513,139 2,670,348 2,160,343 Distributions to shareholders from: Investment income - net (1,437,093) (1,428,295) (1,498,387) Capital gains - net (94,383) (41,373) (67,147) Redemptions of shares, 3,786.0403 shares, 2,689.7041 shares, and 2,695.3647 shares, respectively (47,772) (34,351) (33,715) ----------- ----------- ----------- Total increase (decrease) (1,066,109) 1,166,329 561,094 Net assets: Beginning of year 40,438,088 39,271,759 38,710,665 ----------- ----------- ----------- End of year (a) (b) $39,371,979 $40,438,088 $39,271,759 =========== =========== =========== (a) For the years ending April 30, 2004, 2003 and 2002 includes over distributed investment income of $9,383, $27,669 and $36,133, respectively. (b) For the years ending April 30, 2004, 2003 and 2002 includes undistributed capital gains of $9,028, $5,650 and $27,760, respectively. The accompanying notes are an integral part of these financial statements. 13 TRIDAN CORP. NOTES TO FINANCIAL STATEMENTS April 30, 2004 and 2003 Note 1 - Significant accounting policies The following is a summary of the significant accounting policies followed by Tridan Corp. (the "Company"), a closed-end, non-diversified management investment company, registered under the Investment Company Act of 1940, in the preparation of its financial statements. Acquisition and valuation of investments Investment transactions are accounted for on the date the securities are purchased/sold (trade date) and interest on securities acquired/sold is included in income from/to the settlement date. Investments are carried at amortized cost in the Company's accounting records but are displayed at fair value in the accompanying financial statements. Short-term investments are stated at cost, which is equivalent to fair value. Fair values for the Company's investments in municipal obligations have been determined based on the bid price of the obligation, if available; if not available, such value is based on a yield matrix for similarly traded municipal obligations. Amortization of bond premium or discount In determining investment income, bond premiums or discounts are amortized over the remaining term of the obligation. Income taxes It is the Company's policy to comply with the requirements of the Internal Revenue Code that are applicable to regulated investment companies and to distribute substantially all of its taxable income to its shareholders. Therefore, no income tax provision is required. Interest income from municipal investments are exempt from Federal and state income taxes. Cash and cash equivalents The Company considers all investments that can be liquidated on demand to be cash equivalents. Cash and cash equivalents, at April 30, 2004 and 2003, were as follows: April 30, --------------------- 2004 2003 ---- ---- Cash - demand deposits $608,112 $187,844 Cash equivalents - demand bonds and notes 87,000 368,000 -------- -------- $695,112 $555,844 ======== ======== The Company maintains all of its cash on deposit in one financial institution. At times, such amounts on deposit may be in excess of amounts insured by the Federal Deposit Insurance Corporation. 14 TRIDAN CORP. NOTES TO FINANCIAL STATEMENTS April 30, 2004 and 2003 Note 1 - Significant accounting policies (continued) Use of estimate The preparation of financial statements, in conformity with generally accepted accounting principles, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. Significant estimates are used in determining the fair value of investments. Concentration of credit risk The value of the Company's investments may be subject to possible risks involving, among other things, the continued credit worthiness of the various state and local government agencies and public financing authorities underlying its investments. The Company and its investment adviser periodically consider the credit quality of the Company's investments, and the Company adheres to its investment objective of investing only in investment grade securities. Note 2 - Accounts payable and accrued liabilities Accounts payable and accrued liabilities consisted of the following at: April 30, ------------------- 2004 2003 ---- ---- Accrued investment advisory fees (a) $27,500 $28,000 Accrued audit fees (b) 24,955 27,600 Accrued legal fees (c) 19,965 19,711 Accrued accounting fees and other 2,100 7,954 ------- ------- $74,520 $83,265 ======= ======= (a) The Company utilizes the services of J.P. Morgan Investment Management, Inc. ("J.P. Morgan") as its investment adviser and custodian for its investments. The annual advisory fee is .28 of one percent of the net assets under management. The fee is computed and payable quarterly, based on the aggregate fair value of the net assets on the last day of each fiscal quarter. (b) For the years ending April 30, 2004 and 2003, the Company incurred audit fees of approximately $30,000 and $34,000, respectively. (c) For the years ending April 30, 2004 and 2003, the Company incurred legal fees of approximately $62,000 and $59,000, respectively, which include professional fees paid to the law firm of which an officer of the Company is a member. 15 TRIDAN CORP. NOTES TO FINANCIAL STATEMENTS April 30, 2004 and 2003 Note 3 - Investment transactions Purchases and sales of investments in municipal obligations (excluding short-term and demand investments) amounted to approximately $4,447,000 and $4,484,000 for the year ended April 30, 2004 and $3,938,000 and $1,637,000, respectively, for the year ended April 30, 2003. The U.S. Federal income tax basis of the Company's investments, at April 30, 2004 and 2003, was approximately $35,801,000 and $35,937,000, respectively, and net unrealized appreciation, at April 30, 2004 and 2003, for U.S. Federal income tax purposes was approximately $2,393,000 and $3,433,000, respectively (gross unrealized appreciation of approximately $2,455,000 and $3,435,000, respectively; gross unrealized depreciation of approximately of $62,000 and $2,000, respectively). Note 4 - Common stock, share redemption plan and net asset values At April 30, 2004 and 2003, there were 6,000,000 shares of $0.02 par value common stock authorized of which 3,199,100 had been issued aggregating $63,982, and additional paid-in capital aggregating $312,787. The Company's share redemption plan permits "eligible shareholders" or their estates to have their shares redeemed upon reaching age 65 or upon death. Shares are redeemed at the net asset value per share, based on fair value, as of the end of the Company's fiscal quarter in which the request for redemption is received. At April 30, 2004 and 2003, $901,052 (77,227.5611 shares) and $853,280 (73,441.5208 shares), respectively, had been redeemed under this plan and are held in treasury. The net asset value per share is calculated by dividing the aggregate fair value of all assets less the aggregate fair value of all liabilities by the number of common shares outstanding at the end of the period. The net asset value per share and the shares outstanding were as follows: April 30, ----------------------- 2004 2003 ---- ---- Net asset value: - at fair value of the underlying investments $12.61 $12.94 - at amortized cost $11.85 $11.84 Shares outstanding at: April 30, 2004 3,121,872.4389 April 30, 2003 3,125,658.4792 16 TRIDAN CORP. NOTES TO FINANCIAL STATEMENTS April 30, 2004 and 2003 Note 5 - Distributions During the years ended April 30, 2004 and 2003, distributions of $1,531,476 ($.49 per share) and $1,469,668 ($.47 per share), respectively, were declared and paid to shareholders, which, except for capital gains of $94,383 in 2004 and $41,373 in 2003, were exempt from Federal income taxes. Note 6 - Financial highlights Selected per share data and ratios. For the Fiscal Years Ended April 30, ------------------------------------------------------ 2004 2003 2002 2001 2000 ---- ---- ---- ---- ---- Per share data: (For a share of capital stock outstanding throughout the period): Investment income $ .57 $ .58 $ .57 $ .62 $ .62 Expenses (.11) (.11) (.10) (.09) (.10) ------ ------ ------ ------ ------ Investment income - net .46 .47 .47 .53 .52 Net realized and unrealized gain (loss) on investments (.30) .39 .22 .54 (.59) Distributions: Investment income - net (.46) (.46) (.48) (.53) (.54) Capital gains - net (.03) (.01) (.02) (.03) (.06) ------ ------ ------ ------ ------ Net increase (decrease) in net asset value (.33) .39 .19 .51 (.67) Net asset value: Beginning of year 12.94 12.55 12.36 11.85 12.52 ------ ------ ------ ------ ------ End of year $12.61 $12.94 $12.55 $12.36 $11.85 ====== ====== ====== ====== ====== Ratios: Expenses to average net assets .84% .84% .80% .76% .81% Investment income - net to average net assets 3.65% 3.60% 3.81% 4.36% 4.28% Average (simple) number of shares outstanding (in thousands) 3,124 3,127 3,130 3,132 3,135 17 Tridan Corp. and Tridan Corp. Employees Stock Ownership Trust Privacy Policy The directors and management of Tridan Corp. and Tridan Corp. Employees Stock Ownership Trust ("ESOT") respect the privacy of nonpublic personal information that we collect from our shareholders and ESOT participants. This notice provides information regarding our policies and practices surrounding the collection and handling of nonpublic personal information. The words "we" and "us" refer to Tridan Corp. and the ESOT. The words "you" and "your" refer to our shareholders and ESOT participants, present and past. Types of Information We Collect During the course of our relationship, you sometimes share with us nonpublic personal information, such as your address, social security number, age, and number of shares owned by you. We collect this information from applications, verbal communications, and correspondence with you. We may also receive this information from firms that assist us in administering your account and processing transactions on your behalf. We collect this information in order to handle your account properly and provide you with the services you expect to receive. Use and Disclosure of Personal Financial Information We may use your nonpublic personal information in order to provide you with distributions, custodial, accounting, administrative and other shareholder services. We do not disclose any nonpublic personal information about you to anyone, except as permitted by law. We are permitted under law to disclose nonpublic personal information about you to third parties in certain circumstances. For example, we may disclose your nonpublic personal information to third parties that assist us in providing services to you. On occasion, we may be required to provide information about you and your accounts and transactions to governmental agencies, in order to fulfill legal and regulatory requirements. We will comply with these laws, to the extent we are required to do so. Safeguarding Your Personal Financial Information We restrict access to your nonpublic personal information to those who have a need to know that information in order to provide services to you. We maintain physical, electronic, and/or procedural safeguards that meet the standards of applicable laws and regulations. 18 Item 2. Code of Ethics The registrant has adopted a code of ethics that applies to its principal executive officer, principal financial officer, and any other person required by applicable SEC rules. The code of ethics was in effect as of the end of the period covered by this report. During that period, there were no amendments to the code, and no waivers were granted to anyone from any provision of the code. A copy of the registrant's code of ethics is filed herewith as an exhibit to this report. Item 3. Audit Committee Financial Expert The registrant has established an audit committee consisting of three members appointed by the board of directors from the board. The registrant's board of directors has determined that the committee chairman, Paul Kramer, is an "audit committee financial expert" and is "independent", as both terms are defined by applicable SEC rules. Item 4. Principal Accountant Fees and Services Incorporated by reference from the registrant's proxy statement dated June 17, 2004, filed electronically with the SEC. See section therein entitled "Relationship with and Ratification of Independent Certified Public Accountants". Item 5. Audit Committee of Listed Registrants. Not applicable, because the registrant is not a listed issuer. Item 6. Schedule of Investments. A schedule of registrant's investments in securities of unaffiliated issuers as of April 30, 2004 is included as part of its report to shareholders filed under Item 1 of this Form. Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies. Not applicable, because the registrant invests exclusively in non-voting securities. 19 Item 8. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers. Not applicable, because the registrant has no equity securities that are registered pursuant to Section 12 of the Securities Exchange Act of 1934 Item 9. Submission of Matters to a Vote of Security Holders. The registrant does not have in place procedures by which shareholders may recommend nominees to the registrant's board of directors. Item 10. Controls and Procedures (a) The registrant's principal executive and principal financial officers have evaluated the registrant's disclosure controls and procedures (as defined in Rule 30a-3(c)) as of the end of the period covered by this report. Based on that evaluation, said officers have concluded that the registrant's disclosure controls and procedures are effective to ensure that information required to be disclosed in this report is recorded, processed, summarized and reported within the required time periods. (b) Reportage on the registrant's internal control over financial reporting is not required until the report applicable to the registrant's fiscal year ending April 30, 2005. Item 11. Exhibits (a) The following exhibits are filed herewith: (1) The registrant's code of ethics described in Item 2 hereof. (2) The separate certifications for the registrant's principal executive and principal financial officers. 20 SIGNATURES Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. (Registrant) Tridan Corp. By (Signature and Title) /S/ Peter Goodman ----------------- Peter Goodman, President and Chief Executive Officer Date: June 10, 2004 Pursuant to the requirements of the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. By (Signature and Title) /S/ Peter Goodman ----------------- Peter Goodman, President and Chief Executive Officer Date: June 10, 2004 By (Signature and Title) /S/ Warren F. Pelton -------------------- Warren F. Pelton, Treasurer and Chief Financial Officer Date: June 10, 2004 21